Once Upon A Midnight
by DataAndrd
Summary: Special Halloween Oneshot - One Halloween night changes the lives of two young girls forever. Liley, as always!


**A/N: Here's a quick little Halloween oneshot I came up with... I hope you all like it :) Happy Halloween everyone (and I promise I'm still working on "Two Hearts"!) :)**

HANNAH MONTANA

"ONCE UPON A MIDNIGHT"

The Stewart family's annual Halloween party was already in full swing when Miley finally made her way downstairs. Her older brother Jackson met her as she walked into the living room.

"Whoa, nice costume sis!" he exclaimed.

"Thanks," Miley said with a grin. She turned around, twirling her long golden dress about her. She was dressed as Belle, from Disney's _Beauty and the Beast, _complete with her long, shimmering dress and golden gloves to match. Miley's own long auburn hair hung down over her bare shoulders.

"You're really gonna be turnin' some heads tonight, Miles," Jackson said.

"I hope so!" Miley said excitedly.

"Well, if you see any cute girls out there, put in a good word for me!" Jackson added, trying to strike an intimidating pose behind his black vampire's cape.

"Uh, yeah, sure…" Miley managed. She loved her brother, but Jackson could be really embarrassing at times. Smiling, she turned and walked out into the living room, where all the party guests were talking, dancing and playing games. Miley walked over to the refreshments table to get a glass of punch, watching for any possible cute guys out of the corner of her eye as she did so. Unfortunately, they all seemed to be taken.

_Oh well, the night is young!_ Miley thought to herself. She filled a glass of punch for herself and took a small sip.

"You look great," a friendly voice called out. Miley turned around to see a blonde-haired girl about her age standing in front of her, a radiant smile on her face. She was wearing a familiar looking blue dress with a white apron, and a black ribbon in her long blonde hair. An unusual looking golden necklace hung around her neck.

"So do you, Alice," Miley quipped.

"Back atcha, Belle," the blonde replied, her grin widening. "By the way, my name's Lilly."

"I'm Miley," Miley introduced herself. "It's nice to meet you, Lilly. I don't think I've seen you around before."

"Nah, I'm… not much of people person," Lilly said carefully. "It gets pretty lonely being all by yourself though."

"Believe me, I know," Miley said softly. There was a long moment of silence between the two girls, before Lilly finally spoke up again.

"You look like you could use a friend," she said simply. "Will I do?" Miley couldn't help but grin.

"I'd like that," she responded. Lilly smiled warmly.

"Well, now that we're friends, I think the first thing we should do is have some fun," Lilly said happily.

"What do you have in mind?" Miley asked, her grin still firmly in place.

"You wanna bob for apples?" Lilly asked, indicating the back porch where the party game had been set up.

"I would, but I don't want to get my dress wet," Miley said politely.

"Ah, you only get wet if you do it wrong," Lilly said teasingly. "Come on, I'll show you how it's done." Something in Lilly's quirky, friendly smile immediately put Miley's uncertainty to rest, and with a smile of own, she nodded.

"Okay, let's go," she said warmly. She and Lilly walked out onto the back porch, where three large buckets had been set up for the game. Each was filled nearly to the top with cold water, and a dozen or so bright red apples floating on the water's surface. Lilly walked up to one of the buckets, a big smile on her face.

"So do you know how to play?" she asked Miley.

"Yeah," Miley replied simply. "You're supposed to get one of the apples without using your hands; just your mouth."

"Exactly," Lilly said happily. "The trick is to find just the right apple, and then snatch it right up!" She paused to study the apples for a moment, then pointed to one near the edge.

"There… that looks like a good one," she said. "Now watch the master at work!" Holding her hands behind her back, Lilly darted forward and quickly snatched up the apple in question. Then she stood up and opened her mouth, dropped the apple into one of her waiting hands.

"See, nothing to it," she said with a grin. "Now it's your turn, Miley!"

"I swear, if I get wet…" Miley muttered. "Okay, so the trick is to just to be quick, huh?"

"Something like that," Lilly replied, still smiling. Miley hesitantly stepped up to the bucket and slowly put her hands behind her back. Slowly, carefully, she leaned forward.

"Try for that one," Lilly suggested, pointing to a big apple floating near Miley.

"All right," Miley said nervously. "That apple's mine!" She darted forward, but unfortunately for her, the apple chose that moment to bob away. Miley missed completely, her face splashing harmlessly into the water. She jerked back, gasping and complaining. Lilly had to fight not to laugh.

"Dang flabbit!" Miley cursed. "I knew this was a bad idea!"

"I guess not everyone has the gift," Lilly chuckled. Miley glared at her.

"Are you laughing at me, blondie?" she asked in a playfully threatening voice.

"Who, me?" Lilly asked innocently. "Never…"

"Okay, that's it!" Miley laughed. "You're going down!" She dipped her hands into the bucket and hurled a handful of water at Lilly, catching her right in the face. Lilly gasped out loud in surprise. Her eyes opened wide in a shocked expression, water dripping down her cheeks, she looked over at Miley.

"Oh no, you didn't!" she gasped. "All right, little miss pretty princess, this means war!" Turning, Lilly snatched a small paper cup from a table nearby and quickly filled it with cold water from the tub. Miley took one look at the cup, and the grinning blonde holding it, and took off running, shrieking with laughter.

"You'll never take me alive!" she shouted. She turned and ran off the back porch, heading for the beach beyond. Lilly bolted after her.

"Come back here and take your medicine!" Lilly called out, laughing as well. Unfortunately, Miley's high-heel shoes weren't exactly made for running, and only moments after trying to make her getaway, she suddenly tripped and fell to her knees.

"Miley, are you okay?!" Lilly shouted, darting to Miley's side.

"I'm okay," Miley replied softly. "I guess that was pretty stupid…"

"Hey, you did pretty good for wearing heels," Lilly said with a smile. Miley looked up at Lilly and noticed the paper cup still clutched tightly in her left hand.

"How about if I promise never to splash you again?" she asked meekly. Lilly laughed.

"All right, truce… but only 'cause you're injured," she said with a grin. "Come on, let me help you up." She dropped the cup and held out her hand towards her new friend. Miley carefully took the offered hand, shivering slightly as the cool skin of Lilly's hand touched her own. The simple touch felt somehow electric, and Miley suddenly found herself not wanting to let go. She looked up to find Lilly staring at her, and was immediately captured by her deep blue eyes. There was immediately something soft and vulnerable there, and something Miley could only describe as… wanting. She felt something deep within herself reaching out to meet it.

"Um… maybe we should go back inside?" Lilly asked carefully.

"Y-yeah," Miley stammered. "G-good idea." They walked back inside hand-in-hand, Lilly never once letting go of Miley. For her part, Miley didn't mind at all.

"How about we dance?" Lilly suggested with a shy smile. "Gotta be much safer than outdoor water fights."

"I'd like that," Miley answered softly. Grinning, Lilly led her out onto the dance floor. A slow song was playing, something Miley dimly recognized as "That Old Black Magic" by Frank Sinatra. Then Lilly wrapped her arms around Miley, pulling her close, and all other thoughts fled the young brunette's mind.

"Hey, you're a pretty good dancer," Lilly whispered as they began to gently sway to the music.

"So are you…" Miley managed.

"My mom never thought so," Lilly said with a sad smile. "Hey, um… I know this a little personal, but… do you have a boyfriend?" If anyone else had asked the question, Miley probably would've been offended, but somehow it didn't bother her coming from Lilly.

"No… I don't," Miley admitted. "Do you?" Miley wasn't sure what made her ask the question, or why she secretly hoped Lilly would say no, but she couldn't deny the feelings were there.

"No, I don't either," Lilly said simply. She smiled again.

"Oh, that's um…" Miley swallowed. "That's good…" Her eyes found Lilly's again, and once again she found herself being drawn to the fun-loving blonde, feeling things she had never felt for anyone.

"You have beautiful eyes," Lilly said softly as they continued to slowly sway to the music. Miley swallowed.

"So do you," she whispered. She shivered slightly as she felt Lilly's hand slowly moving up along her side.

_What's happening to me?_ Miley wondered to herself. _Why do I feel this way? Lilly and I just met, I can't possibly have feelings for her already! Can I?_

_"_Are you all right?" Lilly asked carefully, noticing the distant expression on Miley's face.

"Y-yeah," Miley managed. "I was just… thinking about something."

"Must be pretty serious," Lilly remarked. "You looked like were about a thousand miles away."

"Sorry," Miley apologized. "I just, um… I've having a really good time, Lilly."

"I'm glad," Lilly said with a smile. "So am I." Unconsciously, Miley felt herself start to lean forward slightly. Lilly did the same. Slowly but surely, their faces grew closer together. Miley felt her heart start to beat wildly in her chest. She could almost feel Lilly's breath on her face… and then, abruptly, the song ended. Miley swallowed and forced herself to let Lilly go.

"Well, that was… nice," Lilly said after a moment. Miley nodded.

"Really nice," she agreed, smiling shyly. "Y'know, I think it's getting kind of hot in here. You wanna go someplace quieter, where we can talk?" Lilly grinned.

"I'd like that," she said softly. Her own smile growing, Miley gently took Lilly's hand and guided her off the dance floor.

"Come on, we can go up to my room," Miley whispered. Lilly smiled and nodded. As they headed for the stairs, Miley noticed her older brother standing nearby, hard at work trying to impress a pretty redhead.

"Jackson!" she called out. He looked up at her. "We're going upstairs for a bit; I'll be in my room if you need me!" Then she hurried up the stairs, practically dragging Lilly behind her. Jackson watched his sister disappear upstairs, frowning slightly.

"_We_?" he repeated, not quite understanding. Despite Miley's choice of words, he hadn't seen anyone standing anywhere near his younger sister; in fact, he had just watched her run upstairs all by herself. Finally, he just shrugged.

"Musta had too much punch," Jackson muttered to himself, and he turned back to the pretty redhead he was still trying to convince to dance with him.

* * *

Upstairs, Miley and Lilly sat down together on Miley's bed to enjoy some quiet time getting to know each other. As they talked, Lilly took the opportunity to look around a bit, and eventually noticed a small picture resting on a nearby nightstand. She instantly recognized the young girl in the picture as Miley, standing beside a woman who could almost have been an older version of her.

"Miley… is that your mom?" Lilly asked carefully. Miley glanced over at the picture.

"Yeah," she said hesitantly. "That was taken a long time ago."

"I'm sorry," Lilly replied, noticing the sadness in Miley's voice. "I didn't mean to upset you…"

"It's okay, really," Miley managed. "I'm just not used to talking about her."

"You don't have to if you don't want to," Lilly said gently. Miley didn't know why exactly, but somehow she felt as though she could trust Lilly with the truth about her mother. She had never felt comfortable talking about her mother with anyone else, the words were still too raw… but then, as Miley was rapidly discovering, Lilly wasn't like anyone else she'd ever met.

"It's not that I don't want to," Miley said after a moment. "It's just hard for me to. See, my mom… she, um…" She drew in a ragged breath.

"She… died… a few years ago." Lilly's eyes went wide.

"Oh, Miley! I'm so sorry, I didn't know!" She reached out to carefully take Miley's hands in her own.

"You must miss her a lot," she said softly. Miley nodded, fighting back the tears that were already threatening to spill out of her eyes.

'It's been so hard without her here," she whispered. "Daddy tries, he really does, but…"

"But he's not your mom," Lilly said gently. She looked at Miley carefully. "You don't have to be afraid to cry around me, you know. I promise, you won't scare me away." Miley blinked. She hadn't expected Lilly to say anything like that, but it touched her deeply nonetheless. A single tear slowly trickled down her cheek.

"Come here," Lilly whispered. Without another word, Miley sagged into Lilly's arms, letting her tears flow freely. Lilly held her close, gently running her hand comfortingly up and down Miley's back and whispering words of support. They stayed that way for several long minutes, until finally Miley was able to regain control of her emotions. She sat back and wiped at her tears.

"Thank you Lilly," she said softly. "I'm sorry for getting so emotional…"

"You don't have anything to apologize for, Miley," Lilly said carefully. "I'm just glad I could be here for you." Miley smiled, and Lilly felt her breath catch in her throat at just how stunning the brunette looked, even with her eyes still shining with tears. She reached out and gently brushed away a tear still clinging to Miley's cheek.

"You know you're beautiful when you've been crying," she said with a little smile.

"I do?" Miley asked in a disbelieving tone. "I think you need to have your eyes checked Lilly, I've gotta look terrible!" She had meant to sound teasing and playful, but something in the expression on Lilly's face suddenly made her not feel like joking anymore.

"Don't take this the wrong way Lilly, but I've never met anyone like you before," Miley said softly. Lilly grinned.

"Why would I take that the wrong way?" she asked with amusement. "For what it's worth Miley, I really like you too." Miley swallowed. She suddenly felt as though her veins were filled with fire, and her heart hammered in her chest. She _did_ like Lilly… more than she had ever thought was possible. Without realizing it, she found herself staring at Lilly's pale pink lips, and something inside her stirred. Slowly, gently, she began to lean forward. She saw Lilly do so as well, and Miley let eyes slide slowly shut.

Moments later, she felt the softest pair of lips she could ever have imagined brush against hers, and she couldn't help moaning softly. She slid her arms around Lilly and gently pulled the blonde closer as they continued to kiss. Finally, air became a pressing need, and they were forced to part.

"Wow…" Lilly breathed.

"I-I'm sorry, Lilly…" Miley managed. "I've never kissed anyone like that before. It just… felt right."

"Don't apologize," Lilly said softly, reaching out to take Miley's hands in her own. "I wanted it too." She smiled.

"What does this mean for us, Lilly?" Miley asked her carefully.

"I don't know," Lilly said honestly. "What do want it to mean?" Miley didn't respond right away. Everything was happening so fast… and yet, she already knew what she was feeling for Lilly. It didn't make any sense, but Miley honestly didn't care.

"Will you stay with me tonight?" she asked softly.

"If you're sure that's what you want," Lilly said gently.

"I just want to sleep… with you right here beside me," Miley replied. Quite unintentionally, she yawned. Lilly grinned.

"Sounds like you need some sleep already," she said teasingly.

"Sorry," Miley said sheepishly.

"That's okay," Lilly said sweetly. She gestured for Miley to lie down, then carefully laid down beside her.

"Now close your eyes," she whispered. "I'll be right here when you wake up." Miley did so, smiling as she thought of the blonde-haired angel who had suddenly walked into her life and made her so happy, and hoping she might dream of Lilly as sleep finally claimed her...

* * *

Pale, silvery moonlight was still streaming in through the window blinds in Miley's bedroom when the young brunette finally awoke sometime later. Miley didn't know how long she'd been asleep, but she didn't particularly care either; all she wanted was to know that Lilly was still there beside her. Slowly opening her eyes, Miley rolled over on her side, smiling in anticipation of seeing Lilly again. To her astonishment however, the pillow beside her was empty, and there was no sign of Lilly at all.

"Lilly?" Miley called out softly. There was no answer, and Miley slowly sat up. "Lilly, where are you?!" Thinking that Lilly might perhaps be in the restroom, Miley got up to check, but there was no sign of her blonde-haired friend there either. A cold fear settled into her chest at the thought that Lilly had somehow abandoned her in the middle of the night. Not even bothering to change out of her costume – which she was still wearing – Miley hurried downstairs. The party was long since over, and Jackson was struggling to stay awake long enough to try and clean up some of the mess.

"Jackson!" Miley shouted. Jackson looked up wearily at his younger sister.

"You're a little late," he muttered. "The party's over; everyone's gone."

"Have you seen the blonde girl I was with earlier?" Miley asked him quickly. "The one I went upstairs with!" she added when she saw the blank look on her brother's side. Jackson frowned.

"Miley, you went upstairs by _yourself_," he retorted. "I watched you; there wasn't anyone with you."

"Quit playing around, Jackson!" Miley snapped, feeling an unreasoning panic sweep over her. "I didn't just imagine her!"

"I don't know what you want me to say, Miles," Jackson replied, using his old childhood nickname for his little sister. "I swear, I saw you go upstairs alone." Miley opened her mouth to say something, but no words would come. Tears in her eyes, she turned and ran back upstairs.

"Miles, I'm sorry!" Jackson called after her, but Miley ignored him. She ran back into her room and slammed the door shut behind her, throwing herself down on her bed. Sobs shook her body as tears spilled down her cheeks.

"I didn't imagine her!" Miley wailed. "I couldn't have! Lilly, where are you?!"

"I'm right here," a familiar voice called out softly. Miley shot up, eyes widening as she saw Lilly standing near her bedroom window.

"LILLY!!" Miley exclaimed. She jumped up and ran over to the blonde haired tomboy, pulling her into a bone-crushing hug. "Oh my god, I thought I'd lost you!"

"Never," Lilly said gently.

"Where did you go?!" Miley asked urgently. "When I woke up and you weren't here, I thought…!"

"I'm sorry I scared you, Miley." Lilly whispered. "I promise, I'll never leave you again." She gave Miley a little kiss on the top of her head.

"There's something I need to tell you, though," Lilly said carefully. Miley looked up at Lilly, her eyes still sparkling with tears. Something in the tone of Lilly's voice made her very worried.

"What is it?" Miley asked fearfully.

"Give me your hand," Lilly said softly. Miley did so, and Lilly gently joined their hands together. Then she took a deep breath. As Miley watched, the hand that held hers suddenly began to shimmer and fade away. With a shriek, Miley jerked her hand back.

"W-what's going on?" she screamed. "What are you, Lilly?!"

"Once… I was just like you," Lilly said sadly. "But that was a long time ago… before the accident." She swallowed.

"Before I died." Miley's eyes grew wide.

"Are you… are you saying…" she stammered, the words refusing to come.

"A ghost?" Lilly replied softly. "A spirit? Living-impaired? Whatever works for you." Miley couldn't but giggle a little at the last bit. Lilly managed a small smile.

"Yes, I am," the blonde tomboy said. "I've been like this… for almost five years. I was in a bad accident with my parents and, well… none of us made it. The last thing I remember is my mother screaming, and this sound like a big explosion." Miley found herself blinking back tears.

"Then everything went black," Lilly continued, her voice little more than a whisper. "I 'woke up' on the side of the road, watching an ambulance take my parents and I away… to the morgue. It took me a while to realize what had happened, and even then I didn't want to believe it. My parents passed on… to, you know… but for some reason, I've been stuck here on Earth, all by myself."

"Oh, God… Lilly, I…"

"It's all right, Miley; you couldn't have known," Lilly said softly. "After all, how many ghosts have you met?" she quipped sadly.

"If… if you're a ghost… then how come I could touch you?" Miley asked. "How could I… kiss you?"

"If I concentrate, I can become solid enough to still affect things here," Lilly explained gently. "It took me a long time to figure that out too. It took me even longer… to figure out why I'm still here."

"Why?" Miley asked in a whisper.

"I'm not ready to move on," Lilly responded, ethereal tears sparkling in her own eyes. "My heart is still here, on Earth… and I don't want to leave."

"Why did you come here?" Miley asked her carefully.

"You," Lilly said softly. "I… I needed a friend. I've been wandering the Earth, alone, for so long, I'd almost forgotten what it feels like to have someone to love." She looked away.

"You just looked so nice… and so friendly; and right from the start you've been the best friend I've ever had. When I'm with you… I don't feel so lonely anymore."

"I know how that feels," Miley said softly, blinking away tears. "After my mom died, I felt so alone I thought I was gonna go out of my mind. There were times I thought I'd never want to smile again… and then I met you." She walked slowly, carefully towards Lilly, their eyes meeting.

"You're not like anyone I've ever met Lilly… and I know I'll never meet anyone like you ever again." Swallowing, she reached out for the blonde-haired girl with a trembling hand; Lilly met her with semi-solid fingers of her own.

"I love you," Miley whispered. She knew it probably didn't make any sense, especially to someone she'd just met, but she didn't care. Lilly blinked.

"Oh, Miley…"

"I love you, Lilly," Miley said again, "and I want you to stay here with me."

"Miley, I…" Lilly tried to speak, tried to explain that it just wasn't possible for her… but she wasn't entirely sure that was the truth.

"Make yourself solid again," Miley instructed. "Concentrate, or whatever it is you need to do."

"Miley…"

"Please, Lilly… just do it." Miley paused. "For me." Seeing the fiercely determined expression on Miley's face, Lilly sighed and did as she was asked. She closed her eyes and took a deep breath.

"Okay," she said after a moment. She started to open her eyes again, only to see Miley throwing herself into her arms, kissing her passionately. Lilly didn't even stop to think; she immediately began kissing Miley back, moaning softly as the taller girl wrapped her arms around her and pulled her closer. If she still had a heart, Lilly knew it would have been beating madly – and happily – in her chest.

Wait a minute… it _was_ beating in her chest! Or at least, it felt like it… but that was impossible! Wasn't it?

"M-Miley… wait…" Lilly managed, gently pushing away from the girl she had fallen in love with.

"What is it?" Miley asked anxiously. "What's wrong?!"

"I… Miley, I… I can feel my heart beating!" Lilly gasped.

"What?!" Miley managed. "Isn't that… impossible?"

"It… it should be…" Lilly whispered. Slowly, carefully, Miley reached out with one hand, gently resting it on Lilly's chest. Her eyes widened when she actually felt a gentle, rhythmic beating there. Suddenly Lilly gasped.

"Lilly, what is it?!" Miley exclaimed worriedly. Then, as she watched in amazement, Lilly's entire body began to glow with a soft blue-white light. The glow grew more and more intense, until finally Miley was forced to look away. Lilly cried out, and finally the light burst from her in a single blinding flash. Lilly collapsed, and Miley was at her side in an instant.

"_Lilly_!!" Miley shouted, nearly in panic.

"Whoa…" Lilly managed, blinking her eyes to try and clear away the sparkles of light she could still see.

"Are you okay?" Miley gasped. "What happened?!"

"I don't know," Lilly answered, her voice barely above a whisper. "I think I'm all right, though." Miley reached out to take Lilly's hand in her own, in a gesture of support.

"Lilly?" she asked after a moment. "Are you… concentrating right now?"

"Are you kidding?" Lilly muttered. "Why?"

"Lilly, your hand… it feels warm!" Miley gasped. Lilly's eyes grew wide. She looked down at her hand, with Miley's still resting gently on top of it. It _did_ feel warm… and she could feel the warmth of Miley's hand as well… something she had never felt before. In fact, since her death, she hadn't been able to feel _anything_. So how was it possible that she was suddenly able to feel Miley's hand resting on top of hers now?

"Miley, I… I can feel you too!" Lilly nearly shouted. "I think… I think…!" She couldn't even bring herself to say it. In the end, she didn't have to; Miley said it for her.

"YOU'RE ALIVE!!!" she cried out, wrapping her arms around Lilly in a fierce hug.

"B-but… I mean, how…?"

"Who cares?" Miley said with a huge smile. "You're here with me… and I'm never gonna let you go."

"Is that a promise?" Lilly whispered, tears filling her eyes.

"What do you think?" Miley asked sweetly.

"I think… I finally found where I belong," Lilly whispered, and with a joyous grin, she pulled Miley to her for another kiss.


End file.
